Marubeni and Mizuho Leasing have entered a definitive agreement to acquire aircraft lessor Aircastle for approximately $2.4bn.

Aircastle will be merged into MM Air MergerSub, which is a newly formed entity created by MM Air, a joint venture between Marubeni and Mizuho Leasing’s wholly owned firm TDP 1.

The deal is designed as a reverse triangle merger according to Bermuda Law.

As per the transaction, all shareholders of Aircastle, excluding Marubeni, will receive $32.00 in cash for each common share of Aircastle.

The total firm value will be approximately $7.4bn, including the assumption of debt obligations or refinanced net of cash.

Aircastle board of directors chairman Peter V Ueberroth said: “After a review of strategic alternatives by our board of directors, we are pleased to reach this agreement with Marubeni and Mizuho Leasing, which delivers tremendous value and immediate liquidity to our shareholders.”

Aircastle is receiving assistance from Citigroup Global Markets serving as its exclusive financial adviser while Skadden, Arps, Slate, Meagher & Flom and Conyers is the legal adviser.

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The deal is due to be approved by Aircastle’s shareholders and regulatory authorities, as well as meeting other customary conditions. It is expected to be completed during the first half of 2020.

Marubeni has also decided to vote in favour of the transaction.

Aircastle chief executive officer Michael J Inglese said: “We believe this transaction will deliver significant value to our shareholders, and we look forward to working with Marubeni and Mizuho Leasing on the continued growth of the business.”

Following the completion of the merger process, Marubeni will have 50% direct ownership in Aircastle.